We are Mellow Clothing, this is our website available at mellowclothing.co.za, and these are our legal terms, including our:

  • Terms of use - which you agree to by visiting this website;
  • Terms of sale - which you agree to by checking a check box when you place an order through this website; and
  • Privacy policy - which you agree to by checking a check box when you submit your personal information through this website and apply when you visit this website.

We may change any of these terms at any time by updating this web page.

If you have any questions about our legal terms, please contact us via our email address, info@mellowclothing.co.za .

Terms of use

  1. Licence. We grant you a limited licence to use this website.
  2. Breach. We may cancel your licence if you breach any of these terms.
  3. Framing. You may not frame this website.
  4. Capacity. You agree to the terms on the basis that you have the capacity to visit this website.
  5. Accurate information. You promise that you will give this website only accurate information.
  6. Ownership. We or our third party licensors own all rights in this website.
  7. Intellectual property. All our intellectual property (which includes but is not limited to trademarks, copyrights, designs, pending or registered, trade secrets, know-how and other intellectual property rights, and all improvements thereto) is our property and you may not use them without our permission. All other intellectual property are their respective owners’ property.
  8. All our trade marks are our property and you may not use them without our permission. All other trade marks are their respective owners' property.
  9. Restrictions. You may not change, hire out, reverse engineer, or copy this website without our permission.
  10. Own risk. You use this website at your own risk and we make no warranties about it.
  11. Indemnity.

By submitting an order, the customer warrants that the order is correct and complete in all aspects and is not in contravention of any applicable laws, regulations and/or record management policies that may be in place within the customer’s organisation. We shall in no way be liable for any loss of whatsoever nature arising as a result of carrying out any orders, regardless of whether the order’s specifications are erroneous and/or unlawful and/or incomplete in any respect.

Under no circumstances shall we be liable towards the customer or any other person for any loss of any nature whatsoever and howsoever arising, including but not limited to special, indirect or consequential damages.

The customer indemnifies us and holds us harmless from any and all claims, demands, liabilities, suits, losses, costs or expenses (including attorneys’ fees on an attorney-own client scale) of any kind arising from the fulfilment of the order. This provision shall survive the termination of this agreement.

  1. Direct damages limited. Our maximum liability to you for all claims for direct damages related to this website is R100.
  2. Indirect damages. We will never be responsible for any indirect damages.

Terms of sale

  1. Introduction. These terms cover any transactions where we provide goods to you through this website.
  2. The parties. We are the vendor under these terms. You are the customer under these terms.
  3. Duration. These terms commence when you accept them and continue until terminated.
  4. Orders. You place orders with us on the following basis:
    • you promise that you have the legal capacity to enter into the transaction;
    • we only conclude an agreement when we dispatch our goods to you;
    • we may cancel any order, but we will refund any money you have paid if we do;
    • we conclude an agreement where you are domiciled; and
    • each order is a separate agreement, but you breach all of them if you breach one.
  5. Goods. We sell the goods to you on the following basis:
    • you will bear the cost and we will choose the way of packaging and delivering the goods unless agreed otherwise;
    • we will do our best to dispatch the goods as soon as possible after you have placed an order, but we are not liable and you may not cancel an order if we do not do so timeously;
    • risks related to the goods pass to you on delivery;
    • ownership in the goods passes to you on payment of the fees in full irrespective of whether you have taken delivery or not; and
    • you have the same rights against us as we have against our suppliers in terms of any warranty attached to the goods or imposed by law.
  6. Your data. You own all your data. When you enter your data into the system, you give us a licence to use it to provide the goods.

“Personal Information” shall have the same meaning prescribed under the Protection of Personal Information Act (“POPI”).

We acknowledge and undertake that, should we have access to, and process, personal information of data subjects (which means the person to whom personal information relates), we shall comply with all the relevant provisions of POPI in relation to all personal information received, and without prejudice to the generality of the foregoing, undertake:

- not to allow any unauthorised persons access to the personal information;

- not to do anything in relation to the personal information that requires the consent of, or notification to, a data subject without first acquiring such consent or providing such notification, as the case may be;

- to comply immediately with all lawful and reasonable requests made by the customer to ensure compliance with POPI;

- to inform the customer of all requests made by the data subjects in terms of POPI, and to assist the customer to the extent reasonably required, at the customer’s cost, in responding to any request from a data Subject and in ensuring compliance with its obligations under POPI with respect to security, breach notifications and consultations with supervisory authorities or regulators to comply with such requests (to the extent required by POPI) should the customer authorise us to do so;

- notify the customer without undue delay on becoming aware of a personal information breach;

- not to perform any act or omission that will cause the customer to breach any of its obligations under POPI;

- in addition to the undertakings hereabove, to implement reasonable and appropriate technical and organisational security measures to prevent the loss of, damage to and/or unauthorised access or destruction of personal information, and take reasonable steps to ensure that all its representatives, employees, agents, partners and their party sub-contractors, if applicable, comply with all of the undertakings in this agreement; and

- to notify the customer immediately (or if not reasonably possible, as soon as reasonably possible) of any breach or anticipated breach of these undertakings or any of the provisions of POPI (including but not limited to any security breach or anticipated security breach, or unauthorised disclosure) in relation to the personal information, or any complaint (together with the full details of the complaint) received from a data subject.

- The customer hereby indemnifies and holds us harmless against any loss, claims, costs (including legal costs on an attorney and own client scale) or damage which may be suffered or incurred by the customer in consequence of any breach of any of the above undertakings or of any provisions of POPI.

  1. Intellectual property. We may own intellectual property rights in our goods and you may not use those rights without our permission. We may prosecute you for any violations of our proprietary rights.
  2. Disclaimer. We disclaim all warranties to the extent allowed by applicable law. We are not liable for any defect that you cause.
  3. Fees and payment.

We shall not fulfil any orders that you place until payment has been received up front in full for the order.

All payments to us shall be paid promptly without deferment, free of exchange and without any deduction or set-off of whatsoever nature.

You acknowledge that:

- all payments made to us shall only be deemed to have been received by us when payment is actually received by us and all risk in and relating to such payments shall lie with you until date of receipt by us;

- payments made directly into our bank account shall be at your risk until confirmed as cleared funds by us; and

- unless otherwise specifically directed in writing by our authorised representative, no third party is authorised to accept any payment due by you on behalf of us.

  1. Direct damages limited. We are only liable to you for any direct damages that the goods may cause up to the total amount of fees that you have paid us for them.
  2. Indirect damages excluded. We are not liable for any other losses that they may cause you.
  3. Breach. We shall be entitled to suspend or terminate the fulfilment of any order if you are in breach of any of these provisions, and we reserve our rights to institute any claim to which we may be entitled in terms of this agreement or in law.
  4. Termination. We may need to terminate this agreement immediately under certain unlikely circumstances, including if we discontinue the goods, believe providing the goods could burden or pose a risk to us, have to terminate to comply with a law, or providing the goods has become impractical. If we need to, we will give you as much notice as possible in writing.
  5. Resolving disputes.

DISPUTE RESOLUTION


  • The parties, duly represented as may be necessary, shall initially attempt in good faith to promptly resolve any dispute, including the validity or circumstances giving rise to an allegation of invalidity, implementation, execution, interpretation, rectification, termination or cancellation of this agreement, arising out of or relating to this agreement through negotiations between the respective parties or their representatives. The parties or their duly authorised representatives as applicable, shall meet or discuss the matter as soon as practicable after either party has notified the other of its request to do so in writing, in any event, within 15 (Fifteen) days of such request.
  • If the parties are not able to resolve a dispute arising from or in connection with this agreement, other than where an interdict is sought or urgent relief may be obtained from a court of competent jurisdiction, the dispute shall be submitted to and resolved in accordance with the Arbitration clause below.

    ARBITRATION


- If the parties fail to resolve any dispute in line with the procedure in the dispute resolution clause above, the dispute or difference may must be referred for arbitration to the Arbitration Foundation of South Africa ("AFSA") in terms of AFSA's arbitration rules for the time being in force.


- Each of the parties hereby irrevocably agrees that the decision of the arbitrator in the arbitration proceedings:

shall be final and binding on each of them; and

will be carried into effect; and

may be made an order of any court to whose jurisdiction the parties are subject.


- Notwithstanding the aforegoing, nothing in this clause shall be construed as precluding any party from applying to court for a temporary interdict or other relief of an urgent nature, pending the decision of the award of the arbitrator.


- In the event that this agreement should terminate, for any reason whatsoever, then the provisions of this clause shall survive such termination.

  1. Notices and domicile. We want to communicate with you effectively about this agreement. For this reason, the parties will send all notices to each others' email addresses and choose their respective street addresses as their service addresses for all legal documents, but they may change either address on 14 calendar days written notice to the other.
  2. Force majeure.

We shall not be liable to you for delay or failure to fulfil the order caused by an event or occurrence of force majeure.

Should we be prevented from fulfilling any of its obligations in terms of an order under this agreement as a result of any act of God including inter alia, war, fire, flood, hostilities, legislation, insurrection, an outbreak of a pandemic disease, quarantine, sanctions, act of terrorism, trade embargo, restraints of rulers or people, strike, labour disturbances, or any law, proclamation, regulation or ordinance, demand or act or requirement of any government having or claiming to have jurisdiction over the subject matter of this agreement or the parties, explosion or any economic or other cause beyond our reasonable control (any such event hereinafter called "Force Majeure") then:

- we will forthwith give written notice thereof to you specifying:

the cause and anticipated duration of the Force Majeure; and

promptly upon termination of the Force Majeure, stating that such Force Majeure has terminated.

- performance of any such obligations will be suspended from the date on which notice is given of a Force Majeure event until the date on which notice is given of termination of a Force Majeure event (hereinafter referred to as the "Suspension Period") subject always to the remaining provisions of this clause.

- We will not be liable for any delay or failure in the performance of any obligation hereunder, or loss or damage due to, or resulting from, the Force Majeure during the Suspension Period provided that:

- we use and continue to use our best efforts to perform such obligation;

- if the Force Majeure shall continue for more than 30 (Thirty) consecutive calendar days, you will be entitled to cancel
this agreement on the expiry of such period, but will not be entitled to claim damages against us as a result of the delay or failure in the performance of any obligations hereunder due to, or resulting from, the Force Majeure.

  1. Entire agreement. The agreement is the entire agreement between the parties on the subject.
  2. Severability. If any provision or part of a provision of this agreement is rendered void, illegal or unenforceable in any respect such provision shall be severable and the validity, legality and enforceability of the remaining provisions of this agreement shall remain in full force and effect.
  3. Non-waiver of rights. No act, omission, indulgence, leniency or extension of time which we may grant to you, shall in any way prejudice our rights in terms of this agreement.
  4. Changes. If we change this agreement by updating this web page, any changes will only apply to future orders.
  5. Legal costs. You shall be liable for any and all legal costs incurred by us including, but not limited to collection commission and fees and disbursements (including attorney own client costs) in respect to any claims that we may have against you or in the case of any unsuccessful claims by you against us.
  6. Governing law. South African law governs this agreement.
  7. Jurisdiction. You consent to the jurisdiction of the Magistrate's Court.